Opinion

King & Spalding LLP

King 8 New Yor New Yer 108

Spaiding T: +1 212 556 2100

F: +1 212 556 2222

kslaw.com

David S. Lesser

Partner

T: +1 212 556 2261

dlesser@kslaw.com

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July 17, 2026 A ere ee af fox

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The Honorable P. Kevin Castel _. of

United States District Court for the Southern District of New York «© att

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New York, NY 10007-1312 EL a Jee"

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Re: California State Teachers’ Retirement System v. UBS AG et al., 13-cv-2811 (PKC)

(S.D.N.Y.)

Dear Judge Castel:

We write on behalf of Defendant The Royal Bank of Scotland ple (n/k/a NatWest

Markets plc) (“NatWest”) in the above captioned action. / Pursuant to Rule 5 of the Court’s

Individual Practices in Civil Cases, NatWest respectfully moves the Court to provisionally

treat as sealed Exhibit 5 to the Declaration of David S. Lesser in Support of NatWest’s Motion

to Dismiss the Fifth Amended Complaint (“Exhibit 5”) (Dkt. 682-5). ]

As with Exhibit 3 to the Declaration of Jefferson E. Bell in Support of Defendants’

Letter-Brief, Dkt. 641-3, Exhibit 5 is a confidential settlement agreement resolving claims in

the separate Allianz Global Investors GmbH, et al. v. Bank of America Corporation, et al.,

1:18-cv-10364 (LGS) (S.D.N.Y.) litigation. Accordingly, for the same reasons discussed in

the parties’ earlier sealing requests, Dkts. 639, 652, 657, and granted in this Court’s order, Dkt.

663 at 3-4, NatWest respectfully requests that the Court permit NatWest to file Exhibit 5 under

seal. The settlement agreement is confidential, not otherwise public, and concerns settling

entities that are not parties to this action. This Court has already held that the full “25-page”

agreement “has no apparent bearing on the anticipated motion, implicates the privacy interests

of non-parties, relates to the important goal of advancing private settlement, and likely need

not be subject to public inspection.” Dkt. 663 at 4. See, e.g., SEC v. Tel. Grp. Inc., 2020 WL

3264264, at *3 (S.D.N.Y. June 17, I 2020) (Castel, J.) (“protecting the confidentiality of the

settlement negotiation process represents a significant countervailing factor that can outweigh

the presumption of public access and warrant the sealing of settlement negotiations

materials”); Spin Master, Ltd. v. Aomore-US, 2024 WL 3250815, at *2 (S.D.N.Y. June 28,

2024) (where a settlement agreement implicates “innocent third parties not presently before

the Court,” there is a “heavy weight placed on their interest,” and the “right to public access to

these documents is outweighed”). Further, in line with the Court’s guidance, Defendants have

narrowly tailored their request and seek only to seal the settlement agreement itself, having

The Honorable P. Kevin Castel

July 17, 2026

Page 2

otherwise “endeavor[ed] to submit without redaction the relevant release language of the

Allianz Settlement that... bars CALSTRS’s claims.” Dkt. 663 at 3.

Today, NatWest will file a copy Exhibit 5 provisionally under seal, in accordance with

Rule 5 of the Court’s Individual Practices. If the Court is not inclined to grant NatWest’s

request, NatWest respectfully requests the opportunity to notify the relevant third parties.

NatWest further requests that the Court grant an exception to the requirement of formal

motion practice supported by a memorandum of law and an affidavit as required by the Court’s

Individual Practices, Rule 4. See Dkts. 307, 627, 663, 673 (granting similar requests).

We appreciate the Court’s consideration of this matter.

Respectfully submitted,

/s/ David S. Lesser

David S. Lesser

Cc: Counsel of Record (via ECF)